FAQs on LLP formation in India

There are many questions that might be arising while you want to register your LLP. Here we have made a compilation of the Most Frequently Asked questions.

Q1) What is the full form of LLP?

Ans. The full form of LLP is a Limited Liability Partnership.

Q2) What is Limited Liability Partnership?

Ans. LLP is an alternative corporate business form that it gives the benefits of limited liability of a company and the flexibility of a partnership. The LLP can continue its existence irrespective of changes in partners. It is capable of entering into contracts and holding property in its own name. The LLP is a separate legal entity, is liable to the full extent of its assets but liability of the partners is limited to their agreed contribution in the LLP. 

Q3) What is the minimum number of partners required to start LLP?

Ans. A minimum two partners are required to start an LLP.

Q4) How to form/incorporate an LLP?

Ans: The procedure for formation of an LLP is very similar to that of a Private Limited Company incorporation procedure. A minimum of two Partners are required to start the LLP formation procedure and a registered office location is required within India. It is important to remember that FDI in LLP is allowed only with the prior approval of the Reserve Bank of India (RBI). Therefore, it is recommended that NRIs and Foreign National promoters opt to incorporate a Private Limited Company, where 100% FDI is allowed under the automatic route.

Q5) How can I get an LLP registered in India?

Ans. To register a Indian LLP, you need to first apply for a Designated Partner Identification Number (DPIN), which can be done by filing eForm for acquiring the DIN or DPIN. You would then need to acquire your Digital Signature Certificate and register the same on the portal. Thereafter, you need to get the LLP name approved by the Ministry. Once the LLP name is approved, you can register the LLP by filing the incorporation form.

Q6) What is the procedure for LLP registration in India?

Ans. LLP registration procedure is the easiest and transparent process as it has a blend of the benefits of a company and partnership firm namely, limited liability feature of a company and the flexibility of a Partnership firm. LLP registration process includes following steps:

1. Get a digital signature (DSC)
2. Apply for Director Identification Number (DIN)
3. Get the name of the company approved through ‘Reserve your Unique Name’ service (RUN)
4. Incorporation of LLP
5. File ‘Limited Liability Partnership Agreement’

Know in detail the Procedure of LLP Registration 

Q7) Is there any government fees to register LLP in India? How much does it cost? 

Ans. Following are the details of the fees levied by the Government for the registration of LLP.

• Digital signature (DSC) – Rupees 1500-2000 (Depending on the Agency)
• Apply for Director Identification Number (DIN) – Rupees 1000 for two partners
• Get the name of the company approved through ‘Reserve your Unique Name’ service (RUN) – Rupees 200
• Incorporation of LLP-  Depends on capital contribution: Contribution up to Rs. 1 lakhs – Rs. 500, Contribution between Rs. 1 and 5 lakhs – Rs. 2000
• File ‘Limited Liability Partnership Agreement- Depends on capital contribution. Contribution up to Rs 1 lakhs – Rs 50 for filing Form 3 and stamp duty based on the state where LLP is formed

If you need to know any assistance or want to know the professional cost for registering your LLP, feel free to contact us for a free consultation. Experts at EbizFiling shall be pleased to be at your service. call 9643203209

Q8) How can I convert my existing partnership firm into LLP?

Ans. Any existing partnership firm that is willing to get converted into LLP will need to apply through Form 17 (Application and statement for the conversion of a firm into LLP. Form 17 needs to be filed along with Form 2 (Incorporation document and Subscriber’s statement).

Q9) Who can become a partner in LLP?

Ans. Any individual or body corporate may be a partner in an LLP. However, an individual shall not be capable of becoming a partner of an LLP, if—

(a) he has been found to be of unsound mind by a Court of competent jurisdiction and the finding is in force;

(b) he is an undischarged insolvent; or

(c) he has applied to be adjudicated as an insolvent and his application is pending.

Q10) What are the documents required for LLP registration?

Ans. To register an LLP in India, the following documents are required:

• PAN Card of the Partners
• Address Proof of the Partners
• Utility Bill of the proposed Registered Office of the LLP
• No-Objection Certificate from the Landlord
• Rental Agreement Copy between the LLP and the Landlord

Q11) When should I file my annual report with ROC of an LLP?

Ans. LLPs in India must file its Annual Return within 60 days from the end of close of financial year and Statement of Account & Solvency within 30 days from the end of six months of close of financial year. Unlike Companies, LLPs mandatorily have to maintain their financial year, as April 1st to March 31st. Therefore, LLP annual return is due on May 30th and the Statement of Account & Solvency is due on October 30th of each financial year. In addition to the MCA annual return, LLPs must also mandatorily file an income tax return every year.

Q12) What is the procedure for ROC annual filing of an LLP?

Ans. The procedure of ROC filing the annual return and annual accounts can be easily understood by the following process:

1. Hold a Board Meeting to

• Authorize the auditor for the preparation of financial statements as per Schedule III of the Companies Act, 2013.
• Authorize the Director or Company Secretary for preparation of Board Report and Annual Return as per the Companies Act, 2013.

2. Hold another Board Meeting for approving the draft financial statements, Board Report and Annual Return by the directors of the company.
3. Conduct the Annual General meeting of the Company and pass the necessary resolutions. Please note that the financial statements are considered final only when the same is approved by the shareholders at the General Meeting.

Q13) Which is better LLP or Pvt Ltd Co?

Ans. Private Limited Company is the simplest and a very popular form of Business Registration in India. It can be registered with a minimum of two people. Limited liability protection to shareholders, ability to raise equity funds, separate legal entity status make it the most recommended type of business entity for millions of small and medium-sized businesses that are family owned or professionally managed.

Limited liability partnership is a partnership with limited liability. LLP is basically a combination of both Company and Partnership. It is an alternative form of business registration in India which is generally preferred by Professionals, medium and small scale business. Limited It is governed by LLP Act, 2008 and as per LLP agreement formed at the time of Incorporation.

Q14) What are the benefits of registering as LLP in India?

Ans. Here are some of the many benefits of registering as an LLP in India.

• An LLP is easier to start and manage and the process has fewer formalities
• It has a lesser cost of registration as compared to a Company
• LLP is like a corporate body having its existence other than its partners.
• LLP can be started with any amount of minimum capital
• In an LLP, each partner is not responsible or liable for another partner’s mischief or negligence.
• In an LLP, each partner is not responsible or liable for another partner’s mischief or negligence.
• No requirement of compulsory Audit

Q15) What is the procedure of closure of LLP in India?

Ans. In case the LLP wants to close down its business or where it is not carrying on any business operations for a period of one year or more, it can make an application to the Registrar of Companies for declaring the company as defunct and removing the name of the LLP from its register of LLP’s. The name of LLP can be struck off by the registrar or by the LLP in e-Form 24 with the consent of all partners.

On receiving the application, the registrar would send a notice to the Limited Liability Partnership and all its partners, of his intention to remove the name of the LLP from the register and requesting them to send their representations along with copies of the relevant documents, if any, within a period of 30 days from the date of the notice.

On completion of the time mentioned in the notice, if there are no adverse representations from LLP partners or general public, the registrar could if satisfied, strike off the LLP name from the register and publish a notice in the official gazette.

Q16) For an LLP partnership agreement in India, can we use a stamp paper bought in the name of an incorporated LLP (not in the name of designated partners)?

For an LLP agreement in India, The stamp paper should be bought in the name of an LLP only. However, The agreement should be signed by all the partners to express the consent for all the terms and conditions mentioned in the LLP agreement.

Q17) Is it allowed by the CA Act 1949 to form LLP and practice?

Yes, A Chartered Accountant can practice as CA and form an LLP.

However, All members of ICAI in practice who want to constitute separate LLPs are required to follow the provisions of the Limited Liability Partnership Act, 2008

Q18) Is it difficult to get Virtual Office Address to register your LLP in India?

It is not allowed to have a Virtual office address by ROC. However, you can opt for shared space for registering an LLP. Using a virtual office as a registered business address usually is not possible. While you can certainly run your business online, the ROC needs a physical location where it can contact you.

Q19) What is the cost of setting an LLP of an exim business?

Following are the Government charges to register an LLP as an Exim business:

• Digital signature (DSC) – Rupees 1500-2000 (Depending on the Agency)
• Apply for Director Identification Number (DIN) – Rupees 1000 for two partners
• Get the name of the company approved through ‘Reserve your Unique Name’ service (RUN) – Rupees 200
• Incorporation of LLP– Depends on capital contribution: Contribution up to Rs. 1 lakhs – Rs. 500, Contribution between Rs. 1 and 5 lakhs – Rs. 2000
• File ‘Limited Liability Partnership Agreement– Depends on capital contribution. Contribution up to Rs 1 lakhs
• Rs 50 for filing Form 3 and stamp duty based on the state where LLP is formed
• IEC license: The Government fees for IEC code registration would be Rupees 250 to 300These are the government costs of registering an LLP for an Exim business, However you will need to pay a few bucks more for professional services which is highly advisable.

Q20) What is meant by “liability of the partners is limited to their agreed contribution in the LLP” in LLP?

An LLP is liable to the full extent of its assets but liability of the partners is limited to their agreed contribution in the LLP. Since liability of the partners is limited to their agreed contribution in the LLP. Hence, the creditors of the limited liability partnership are not the creditors of individual partners.

Q21) What is the difference between partner and designated partner at LLP in India?

Designated partner are like Director and partners are like shareholders.

The liability of the Partner is limited solely to Partnership Agreement. The Designated Partners are responsible towards the day to day functioning , liabilities prescribed by LLP Agreement as well as for all penalties imposed on Limited Liability Partners for contravention of any provisions applicable and to be complied with by the LLP.

Q22) How do I close a current account of LLP?

Before closing a current account of an LLP, you need to make sure that there is no assets and balance lying in the bank account.

Once there is no balance or assets in the bank account, the designated partners need to approach the banker with a request for closure and obtain a closure certificate from the bank that the account maintained with them has been closed which acts as a proof for closure of the bank account in the name of LLP.

Know more about Strike off procedure for LLP

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